Shireen Jamsetjee Jejeebhoy & Ors. [Plaintiffs]  Vs.  Jamsheed Mehli Poncha & Ors. [Defendants]

ORIGINATING SUMMONS (LODGING) NO. 11394 OF 2025

(CORAM : MANISH PITALE, J.)

In a significant ruling involving the Will and Codicils of late industrialist and philanthropist Ratan Naval Tata, the Bombay High Court has clarified how certain financial assets—specifically listed and unlisted shares not mentioned elsewhere—should be distributed under his estate plan. The Court also ruled that his sister, Shireen Jamsetjee Jejeebhoy, is entitled to recover the legal costs for the current proceedings from Tata’s estate.

The case was brought before the High Court as an Originating Summons under Rule 238 of the Bombay High Court (Original Side) Rules, 1980. The plaintiffs in the matter were the executors and executrices named in Tata’s Will, seeking judicial clarity on the interpretation of the Will and four subsequent Codicils. The proceedings, though not contentious, involved interpreting how various clauses of the Will and Codicils interact—particularly the fourth Codicil, executed in December 2023.

Justice Manish Pitale, presiding over the matter, held that the listed and unlisted shares not specifically dealt with elsewhere in the Will should be considered part of the “rest and residue” of Tata’s estate. This interpretation ensures these shares are bequeathed to the Ratan Tata Endowment Foundation and Ratan Tata Endowment Trust, in line with the charitable intentions evident in the Will and Codicils.

Ratan Tata had originally executed his Will in February 2022, followed by four Codicils over the next two years. The fourth Codicil notably replaced paragraph 13 of the Will. While the original paragraph 13 directed the distribution of the estate’s residue among certain individuals and charitable entities, the substituted clause under the fourth Codicil shifted this approach. It omitted earlier references to specific individual beneficiaries (like those listed in paragraph 8 of the original Will) and included the listed and unlisted shares in the residuary estate.

The Court emphasized that the Codicils, being valid legal instruments, must be read as altering or adding to the Will’s original provisions. Therefore, the revised paragraph 13 under the fourth Codicil prevails. Justice Pitale highlighted that this clause aligns with Tata’s overarching intention to allocate a substantial portion of his estate toward charity.

Further, the Court clarified that if paragraph 8 of the Will had already covered the distribution of shares, the effect of the new paragraph 13 could have created an inconsistency. However, the intention of the deceased—as reflected in the consistent philanthropic tone of his testamentary documents—resolved this ambiguity. The Court, thus, affirmed that all listed and unlisted shares not specifically mentioned elsewhere in the Will shall be equally divided between the two charitable trusts.

The Court also answered other procedural questions framed during the proceedings, including awarding costs for the legal proceedings to Shireen Jamsetjee Jejeebhoy, to be paid from the estate of the deceased. The matter was ultimately disposed of by the High Court with final directions confirming the reading of the Will and Codicils. This judgment ensures a faithful execution of Ratan Tata’s last wishes and reaffirms the precedence of Codicils in testamentary interpretations, especially when charitable intent is central to the estate’s disposition.